AMERICAN  EOUNDATION  FOR  THE  BLIND 

-  (INCORPORATED) 


FIRST  MEETING  OF  INCORPORATORS 
CERTIFICATE  OF  INCORPORATION 
'EY -LAWS  OF  THE  FOUNDATION 


American  Foundation  For  The  Blind 

(INCORPORATED) 


American  Foundation  For  The  Blind 

—  •  ‘  =  (INCORPORATED)  — 


INTRODUCTORY  NOTE 


In  addition  to  the  data  regarding  the 
American  Foundation  for  the  Blind,  in  this 
reprint  from  Volume  XV,  N]o.  2,  of  the 
Outlook  for  the  Blind,  the  following  para¬ 
graph  will  serve  to  bring  the  history  of  the 
Foundation  down  to  its  First  Annual  Meet¬ 
ing,  to  be  held  toward  the  end  of  the  pres¬ 
ent  month,  June  28th,  1922,  at  the  School 
for  the  Blind,  Austin,  Texas. 

The  Trustees  of  the  Foundation  held 
their  first  meeting  for  the  purpose  of  or¬ 
ganization  in  the  offices  of  the  New  York 
State  Commission  for  the  Blind,  Hall  of 
Records,  Chambers  St.,  New  York  City,  on 
Monday,  November  28th,  1921.  The  Trus¬ 
tees  present  were: 

Mr.  J.  Robert  Atkinson,  Los  Angeles,  Cal. 

Mr.  Olin  H.  Burritt,  Philadelphia,  Pa. 

Mr.  Arthur  E.  Bostwick,  St.  Louis,  Mo. 

Mr.  W.  Howard  Hamilton,  Baltimore,  Md. 

Mr.  Charles  W.  Lindsay,  Montreal,  Can. 

Mr.  Wm.  Fellows  Morgan.  New  York  Citv 

Mr.  Herbert  H.  White,  Hartford,  Conn. 

Mrs.  Homer  Gage,  Worcester,  Mass. 

Miss  Prudence  Sherwin,  Willoughby,  0. 
constituting  a  majority  of  the  Board. 

Mr.  Burritt  was  unanimously  chosen 
President  of  the  Foundation,  and  accepted 
the  office  on  condition  that  he  would  be 
relieved  of  duty  as  soon  as  the  services 
of  some  one  else  with  more  leisure  than 
himself  to  devote  to  the  work  could  be  se¬ 
cured.  Upon  the  return  from  Europe  in 
December  of  Mr.  M.  C.  Migel,  Mr.  Burritt 


took  up  with  the  Trustees  the  question  of 
his  election  as  President  of  the  Founda¬ 
tion;  and,  accordingly,  at  a  meeting  of  the 
Executive  Committee  of  the  Foundation. 
January  23rd,  1922,  resigned  the  Presi¬ 
dency  to  take  effect  May  15th,  1922,  and 
Mr.  Migel  was  unanimously  chosen  in  his 
stead  as  preeminently  qualified  to  take  over 
the  work  of  the  organization. 

At  the  meeting  of  the  Trustees,  Novem¬ 
ber  28th,  1921,  Mr.  W.  Howard  Hamilton, 
Baltimore,  Md.  was  unanimously  chosen 
Secretary,  Mr.  Herbert  H.  White,  Hart¬ 
ford,  Conn..  Treasurer,  and  Mr.  Randall  J. 
Ccndon,  Cincinnati,  Ohio,  Vice-President. 

Mr.  Lewis  A.  Carris,  Washington,  D.  C., 
was  elected  Director-General  of  the  Found¬ 
ation  subject  to  his  release  by  the  National 
Committee  for  the  Prevention  of  Blindness. 
He  was  unable,  however,  to  secure  his  re¬ 
lease,  and  at  a  meeting  of  the  Executive 
Committee  of  the  Foundation,  November 
29th,  1921,  Mr.  H.  Randolph  Latimer,  of 
Pittsburgh,  Pa.,  was  unanimously  elected 
Director-General  with  the  understanding 
that  he  desired  to  act  in  this  capacity  only 
until  the  proper  person  should  be  found  to 
give  his  entire  time  to  the  work.  It  is 
confidently  hoped  that  the  services  of  such 
a  person  will  be  definitely  secured  by  Oct¬ 
ober  next. 

The  chief  efforts  of  the  Director-General 
and  the  Trustees  of  the  Foundation  have 
been  toward  the  raising  of  funds  with 
which  to  get  the  work  of  the  Foundation 


o 

O 


under  way,  and  to  this  end  much  thought  meeting  of  the  Executive  Committee,  June 
has  been  given  to  the  question  of  a  proper  1st,  1922,  the  following  form  was  duly  au- 
subscription  or  membership  blank.  At  a  thorized  as  likely  to  meet  all  requirements: 


American  Foundation  for  the  Blind, 

Mr.  Herbert  H.  White,  Treasurer, 

Conn.  Mutual  Life  Insurance  Co.,  Hartford,  Conn. 

Please  find  enclosed  check  for  $ .  ,  as  a  donation,  or  in  payment 

of  my  membership  dues  for  the  current  year. 

(Affix  (X)  to  indicate  membership  preferred.) 


() 
(  ) 
(  ) 
(  ) 
() 
(  ) 
() 
(  ) 


Donation  .  $ . 

Sustaining  member .  $5.00  to  $25.00  per  annum 

Corporate  member .  $5.00  to  $25.00  per  annum 

Contributing  member .  $25.00  to  $100.00  per  annum 

Patron  of  the  Foundation...  $100.00  or  more  per  annum 

Life  member  .  $1,000.00  or  more 

Member  in  Perpetuity  .  $10,000.00  or  more 

All  individuals  actively  engaged  or  officially  connected 
with  organizations  in  work  for  the  Blind  may  become 
members  upon  the  payment  of  $2.00  per  annum. 


Name- 


Address  . 

Number  Street  City  State 

Checks  to  be  drawn  to  the  order  of  the  Treasurer. 


Your  subscription  or  donation 
all  State  and  Federal  Tax  Reports. 

The  actual  amount  of  money  raised  by 
the  Foundation  to  date  (June  15th,  1922) 
is  $11,111.05,  and  the  total  number  of  mem¬ 
bers  actually  enrobed  is  206,  almost  all  of 
whom  we  are  proud  to  say,  are  persons  en¬ 
gaged  in  work  for  the  blind,  though  the 
ultimate  success  of  the  Foundation  de¬ 
pends  upon  an  absolute  and  overwhelming 
reversal  of  this  situation.  Apart  from  the 
solicitation  for  funds  and  members,  the  out¬ 
standing  accomplishment  of  the  Foundation 
to  date  is  the  guarantee  which  it  has  given 
that  the  valuable  services  rendered  to  the 
profession  by  the  Outlook  for  the  Blind 
shall  be  continued,  an  appropriation  of 
$500.00  having  already  been  authorized  to 
take  care  of  the  situation  for  the  present 
year. 

The  Foundation  has  also  taken  over,  in 
accordance  with  the  provision  made  in  its 
By-Laws,  the  financing  of  the  Commission 
on  Uniform  Type  for  the  Blind,  which  pro¬ 
vides  permanently  for  the  necessary  ex¬ 
pert  council  and  advice  in  connection  with 


may  be  deducted  as  a  Contribution  from 

embossing  of  books,  etc.,  for  the  blind  of 
America. 

The  present  officers,  executive  committee 
and  trustees  of  the  Foundation  June  15th, 
1922,  are  as  follows: 

Mr.  M.  C.  Migel,  New  York  City,  President 
Mr.  Randall  J.  Condon,  Cincinnati,  Ohio, 
Vice-President 

Mr.  W.  Howard  Hamilton,  Baltimore,  Md., 
Secretary 

Mr.  Herbert  H.  White,  Hartford,  Conn., 
Treasurer 

Mr.  H.  Randolph  Latimer,  Director  General 

EXECUTIVE  COMMITTEE 
M.  C.  Migel,  New  York  City 
Olin  H.  Burritt,  Philadelphia,  Pa. 

W.  Howard  Hamilton,  Baltimore,  Md. 

Miss  Prudence  Sherwin,  Willoughby,  Ohio 
Herbert  H.  White,  Hartford,  Conn. 

BOARD  OF  TRUSTEES 
J.  Robert  Atkinson,  Los  Angeles,  Cal. 
Arthur  E.  Bostwick,  St.  Louis,  Mo. 

Olin  H.  Burritt,  Philadelphia,  Pa. 

Randall  J.  Condon,  Cincinnati,  Ohio 


4 


Mrs.  Homer  Gage,  Worcester,  Mass. 
W.  Howard  Hamilton,  Baltimore,  Md. 
Charles  W.  Lindsay,  Montreal,  Canada 
M.  C.  MigeJ,  New  York,  N.  Y. 


Wm  Fellows  Morgan,  New  York,  N.  Y 
Miss  Prudence  Sherwin,  Willoughby,  Ohio 
Felix  Warburg,  New  York.  N.  Y. 

Herbert  H.  White.  Hartford,  Conn. 


AMERICAN  FOUNDATION  FOR  THE  BLIND,  INC. 


Editor’s  Note :  At  the  Ninth  Biennal  Convention 
of  the  American  Association  of  Workers  for  the 
Blind,  at  Vinton,  Iowa,  June  28th,  1921,  the  follow¬ 
ing  enabling  resolution,  authorizing  the  cireation  of 
the  American  Foundation,  was  adopted  without  a 
dissenting  voice. 

RESOLUTION 

To  Provide  for  the  Incorporation  of  the 

American  Foundation  for  the  Blind, 
for  the  Enactment  of  Its  By- 
Laws,  and  for  the  Election 
of  Its  First  Board 
of  Trustees. 

Whereas,  It  is  the  sense  of  the  American 
Association  of  Workers  for  the  Blind,  in 
convention  assembled,  that  every  interest 
of  the  blind  and  of  the  partially  blind  of 
America  could  be  greatly  subserved  through 
the  instrumentality  of  a  properly  consti¬ 
tuted  organization  to  co-operate  with  all 
existing  agencies  in  work  for  the  blind  and 
the  partially  blind,  and  to  do  such  other 
things  as  are  not,  or  cannot  be,  done  by 
the  existing  agencies; 

Whereas,  Such  an  organization  should 
be  representative  in  character,  and  its  board 
of  trustees  should  represent  the  various 
phases  of  work  for  the  blind,  and  should 
include  persons  of  influence  interested,  but 
not  actually  engaged,  in  work  for  the  blind; 

Whereas,  The  Executive  Committee  of 
this  Association  have  given  much  serious 
thought  to  the  question  of  a  proper  Consti¬ 
tution  for  such  an  organization; 

Whereas,  A  Committee  on  Foundation, 
appointed  by  the  President  of  this  Asso¬ 
ciation  for  the  specific  purpose,  have  made 


public  their  findings,  for  the  benefit  and 
information  of  the  members  of  this  Asso¬ 
ciation,  concerning  a  draft  of  what  they 
consider  suitable  Articles  of  Incorporation, 
and  By-Laws  for  such  an  organization,  and 
which  draft  has  been  carefully  revised  by 
the  regularly  appointed  Committee  of  the 
Association. 

Be  it  Resolved : 

1.  That  this  Association  does  hereby  au¬ 
thorize  Messrs.  H.  R.  Latimer,  Waldo  New¬ 
comer,  and  Chas.  F.  F.  Campbell  to  act  as 
its  Committee  on  Incorporation,  and  to  in¬ 
corporate  in  accordance  with  the  Articles 
of  Incorporation  hereinafter  set  forth; 

2.  That  said  Committee  on  Incorpora¬ 
tion,  in  accepting  the  duty  thus  imposed 
upon  them,  agree,  having  accomplished  the 
act  of  incorporation,  to  proceed  immediate¬ 
ly  to  the  adoption  of  the  By-Laws  herein¬ 
after  set  forth : 

3.  That  said  Committee  on  Incorpora¬ 
tion.  having  accomplished  the  incorporation 
and  enacted  the  By-Laws,  agree  to  proceed 
immediately  to  elect  the  fifteen  trustees 
hereinafter  named  as  the  First  Board  of 
Trustees  of  the  organization; 

4.  That,  having  done  all  these  several 
things  in  accordance  with  the  will  of  the 
Association  and  in  perfect  good  faith,  said 
Committee  on  Incorporation  shall  turn  over 
to  the  First  Board  of  Trustees  of  the  or¬ 
ganization  all  minutes,  and  papers  in  any 
way  relating  to  the  organization,  and  shall 
itself  thereupon  cease  to  exist. 


AMERICAN  FOUNDATION  FOR  THE  BLIND,  INC. 
FIRST  MEETING  OF  INCORPORATORS 


Editor’s  Note:  Owing  to  the  inability  of  Mr. 
Waldo  Newcomer,  the  President  of  the  Board  of 
Trustees  of  the  Maryland  School  for  the  Blind,  to 
serve  as  one  of  the  three  incorpoirators  named  in 
the  above  resolution,  the  President  of  the  Associa¬ 
tion,  Mr.  II.  Randolph  Latimer,  secured  the  serv¬ 


ices  of  Mr.  James  H.  Preston,  ex-Mayor  of  Balti¬ 
more,  to  act  in  Mr.  Newcomer’s  place. 

Owing  to  the  fact  that  the  corporate  law  of  the 
State  of  Delaware  requires  an  annual  election  of 
directors,  whereas  the  original  draft  of  the  Certifi¬ 
cate  of  Incorporation  of  the  American  Foundation 


5 


provided  for  a  biennial  election  of  directors,  it  be¬ 
came  necessary  for  the  Committee  on  Incorporation 
to  redraft  both  the  Certificate  of  Incorporation  and 
the  By-Laws ;  which  the  Committee  did  without 
altering  the  spirit  of  the  instrument. 

The  following  are  the  minutes  of  the 
first  meeting  of  the  Incorporators,  held  the 
twenty-third  of  September,  1921,  at  Wil¬ 
mington,  Del. : 

Pursuant  to  written  call  and  waiver  of 
notice  the  first  meeting  of  the  incorpora¬ 
tors  of  the  American  Foundation  for  the 
Blind,  Inc.,  was  held  at  10:15  o’clock,  A 
M.,  (Standard  Time)  on  the  twenty-third 
day  of  September,  1921,  at  the  office  of 
the  Corporation  Service  Company,  Wil¬ 
mington,  Delaware. 

The  following  were  present  by  proxy: 

Name  Proxy 

H.  Randolph  Latimer  C.  T.  Cohee 


Chas.  F.  F.  Campbell  C.  B.  Outten 
James  H.  Preston  S.  L.  Mackey 

being  all  of  the  parties  named  in  the  Cer¬ 
tificate  of  Incorporation  or  Charter  of  the 
Foundation. 

C.  T.  Cohee  was  chosen  chairman  of  the 
meeting  and  C.  B.  Outten  was  appointed 
secretary  of  the  meeting. 

The  proxies  were  presented  to  the  meet¬ 
ing  and  ordered  filed  among  the  Founda¬ 
tion’s  records. 

The  chairman  then  presented  the  Waiver 
of  Notice  of  the  first  meeting  signed  by  all 
of  the  parties  named  in  the  Certificate  of 
Incorporation,  which  notice  was  read,  and 
on  motion  duly  made,  seconded  and  carried 
was  ordered  to  be  entered  in  full  in  the 
minutes  of  the  meeting,  said  notice  being 
as  follows: 


WAIVER  OF  NOTICE 

FIRST  MEETING  OF  INCORPORATORS  OF  AMERICAN  FOUNDATION 

FOR  THE  BLIND,  INC. 


We,  the  undersigned,  being  all  cf  the 
parties  named  in  the  Certificate  of  Incorp¬ 
oration  of  American  Foundation  for  the 
Blind,  Incorporated,  incorporated  under  the 
laws  of  the  State  of  Delaware  and  having 
its  principal  office  in  the  State  of  Dela¬ 
ware  with  the  Corporation  Service  Com¬ 
pany  at  Wilmington,  Delaware,  do  hereby 
waive  notice  of  the  time,  place  and  purpose 
of  the  first  meeting  of  said  Corporation, 
and  do  fix  the  twenty-third  day  of  Septem¬ 
ber,  1921,  at  10:15  o’clock  in  the  forenoon 
as  the  time  and  the  office  of  the  Corpora¬ 
tion  Service  Company  in  the  City  of  Wil¬ 
mington,  State  of  Delaware,  as  the  place 
of  said  first  meeting  of  the  Corporation. 

Ayid  we  do  hereby  waive  all  the  require¬ 
ments  of  the  statutes  of  Delaware  as  to  the 
notice  of  this  meeting  and  the  publication 
and  service  thereof  and  we  do  consent  to 
the  transaction  of  such  business  as  may 
come  before  said  meeting. 


Dated  the  twenty-second  day  of  Septem¬ 
ber,  1921.  (Signed), 

H.  Randolph  Latimer,  [Seal] 

Chas.  F.  F.  Campbell,  [Sea/.] 

James  H.  Preston,  [Seal:] 

The  chairman  then  presented  the  Founda¬ 
tion’s  Certificate  of  Incorporation  or  Char¬ 
ter  which  had  been  filed  in  the  office  of  the 
Secretary  of  State  of  Delware  and  recorded 
in  the  office  of  the  Recorder  of  Deeds  of 
New  Castle  County,  Delaware. 

The  Certificate  of  Incorporation  or  Char¬ 
ter  was  then  fully  read  to  the  meeting  and 
on  motion  duly  made,  seconded  and  un¬ 
animously  carried  was  accepted  as  the  Cer¬ 
tificate  of  Incorporation  or  Charter  of  the 
Foundation. 

On  motion  duly  made,  seconded  and  car¬ 
ried,  a  copy  of  the  Certificate  of  Incorp¬ 
oration  or  Charter  of  the  Foundation  was 
ordered  spread  in  full  upon  the  Founda¬ 
tion’s  records  and  is  as  follows: 


CERTIFICATE  OF  INCORPORATION  OF  AMERICAN  FOUNDATION 

FOR  THE  BLIND,  INC. 

I.  II. 

The  name  of  the  Corporation  is:  Ameri-  The  principal  office  and  place  of  business 
can  Foundation  for  the  Blind,  Inc.  in  the  State  of  Delaware  will  be  located  in 


6 


the  City  of  Wilmington,  County  of  New 
Castle.  The  agent  in  charge  thereof  will 
be  the  Corporation  Service  Company,  No. 
602  Equitable  Building,  901  Market  Street. 

III. 

The  nature  of  the  business  and  the  ob¬ 
jects  and  purposes  to  be  transacted,  pro¬ 
moted  and  carried  on  are  to  do  any  or  all 
of  the  things  herein  mentioned  as  fully  and 
to  the  same  extent  as  natural  persons 
might  or  could  do  and  in  any  part  of  the 
world,  to-wit: 

(a.)  To  co-operate  with  existing  agen¬ 
cies  or  such  agencies  as  may  hereafter  be 
established  in  promoting  all  and  every  in¬ 
terest  of  the  blind  and  the  partially  blind 
in  America  and  to  initiate  movements  for 
such  purpose. 

( b .)  To  endeavor  to  secure  local,  state, 
and  federal  legislation  for  the  welfare  of 
the  blind  and  the  partially  blind. 

( c. )  To  establish  and  maintain,  with  the 
necessary  personnel  and  equipment,  such 
bureaus  and  departments  as  may  be  re¬ 
quired  for  its  work. 

( d .)  To  collect  and  receive  donations  for 
the  general  purposes  of  the  Corporation 
and  in  any  amount  subject  only  to  the 
limitations  now  or  hereafter  to  be  estab- 
Hzjhed  by  the  law  of  the  State  of  Delaware, 
and  to  accept  donations  on  conditions  desig¬ 
nated  by  the  donor  and  approved  by  the 
Corporation. 

(e.)  To  hold,  buy,  sell,  lease,  mortgage, 
convey,  develop,  improve  and  deal  in  real 
estate  within  or  without  the  State  of  Dela¬ 
ware  and  wherever  situated;  to  own,  buy, 
construct,  improve,  lease,  remodel  or  re¬ 
construct  any  buildings  within  or  without 
the  State  of  Delaware,  and  in  particular, 
to  buy,  sell,  construct,  reconstruct,  lease, 
remodel  and  improve  any  buildings  within 
or  without  the  State  of  Delaware  for  the 
purpose  of  carrying  out  or  promoting  any 
of  the  objects  of  the  Corporation. 

(/.)  To  have  offices,  conduct  its  busi¬ 
ness  and  perform  its  objects  within  and 
without  the  State  of  Delaware,  in  other 
States,  the  District  of  Columbia,  the  terri¬ 
tories  and  colonies  of  the  United  States 
and  in  foreign  countries  without  restric¬ 
tions  as  to  place  or  amount. 

(g.)  To  do  any  or  all  of  the  things  here¬ 


in  set  forth  to  the  same  extent  as  natural 
persons  might  or  could  do  and  in  any  part 
of  the  world,  as  principals,  agents,  con¬ 
tractors,  trustees  or  otherwise,  and  either 
alone  or  in  company  with  others. 

In  General  to  do  any  and  all  things  inci¬ 
dent  to  the  objects  and  purposes  aforesaid, 
said  Corporation  being  formed  upon  the  ar¬ 
ticles,  conditions  and  provisions  herein  ex¬ 
pressed  and  subject  in  all  particulars  to  the 
limitations  relating  to  corporations  con¬ 
tained  in  the  general  laws  of  the  State  of 
Delaware. 

IV. 

The  Corporation  shall  have  no  authorized 
capital  stock  whatever,  it  being  in  no  sense 
organized  as  a  corporation  for  profit,  but 
for  scientific,  educational  and  philanthropic 
purposes,  with  the  special  purpose  of  aid¬ 
ing  the  blind  and  the  partially  blind  of 
America  and  co-operating  with  any  cor¬ 
poration,  association,  institution  or  indi¬ 
vidual  engaged  in  improving  the  condition 
of  the  blind  and  the  partially  blind. 

V. 

The  names  and  places  of  residence  of 
each  of  the  original  incorporators  (there 
being  no  capital  stock)  are  as  follows: 

Name — Residence 

H.  Randolph  Latimer,  The  Guilford 
Apartments,  S.W.  Corner  Guilford  and 
North  Avenues,  Baltimore,  Md. 

James  H.  Preston,  920  North  Charles 
Street,  Baltimore,  Md. 

Charles  F.  F.  Campbell,  Cold  Spring 
Road,  Gui'ford,  Baltimore,  Md. 

VI. 

The  existence  of  this  Corporation  is  to 
be  perpetual. 

VII. 

The  private  property  of  the  Trustees, 
Officials  or  Members  shall  not  be  subject 
to  the  payment  of  corporate  debts  to  any 
extent  whatsoever. 

VIII. 

The  Corporation  shall  be  governed  by  a 
Board  of  fifteen  Directors  who  shall  be 
known  as  Trustees,  and  who  shall  be  nomi¬ 
nated  and  chosen  as  provided  in  the  By- 
Laws,  provided,  however,  that  the  first 
board  be  chosen  by  the  incorporators.  Said 
trustees  shall  be  divided  into  two  classes, 


l 


the  first  class  consisting  of  seven  trustees, 
and  the  second  class  consisting  of  eight 
trustees. 

The  trustees  of  the  first  class  shall  he 
elected  and  shall  hold  office  until  the  an¬ 
nual  meeting  in  the  month  of  June,  1922, 
and  the  trustees  of  the  second  class  until 
the  annual  meeting  in  the  month  of  June, 
1923,  and  at  each  annual  election  the  suc¬ 
cessors  to  the  class  of  trustees  whose  term 
Shall  expire  in  that  year  shall  he  elected 
to  hold  office  for  the  term  of  two  years, 
so  that  the  term  of  office  of  one  class  of 
trustees  shall  expire  each  year. 

Upon  application  to  the  trustees,  any 
person  contributing  the  sum  of  twenty- 
five  dollars  ($25.00)  or  more  annually  to 
the  Foundation,  and  any  persons  included 
in  any  of  the  following  officially  recog¬ 
nized  groups  of  workers  for  the  blind  and 
the  partially  blind  in  North  America  and 
the  territories  and  dependencies  of  the 
United  States  shall  be  entitled  to  member¬ 
ship  in  the  Foundation,  to-wit: 

(1.)  Members  of  Boards  of  Trustees, 
and  superintendents,  principals  and  teach¬ 
ers  of  residential  schools  for  the  blind  and 
the  partially  blind. 

(2.)  Supervisors  and  teachers  of  classes 
for  the  blind  and  the  partially  blind  in 
schools  for  the  seeing. 

(3.)  Librarians  and  others  officially  en¬ 
gaged  in  libraries  for  the  blind  and  de¬ 
partments  for  the  blind  in  libraries  for  the 
seeing. 

(4.)  Technical  heads  of  embossing  plants 
and  departments,  and  the  Secretary  of  the 
Commission  on  Uniform  Type  for  the  Blind. 

(5.)  Officers  and  agents  of  organiza¬ 
tions  engaged  in  work  for  prevention  of 
blindness  or  conservation  of  vision. 

(T)  Members  and  executive  officers  of 
State  Commissions  and  members  of  Boards 
of  Directors  and  executive  officers  of  asso¬ 
ciations  doing  state-wide  work  for  the 
blind,  and  state  and  federal  officials  ad¬ 
ministering  laws  providing  for  the  train¬ 
ing,  education  and  placement  of  the  blind. 

(7.)  Members  of  Boards  of  Directors 
and  superintendents  of  workshops  and  in¬ 
dustrial  homes  for  the  blind. 

(8.)  Members  of  Boards  of  Directors 
and  executive  officers  of  associations  and 


clubs  doing  city-wide  or  special  work  for 
the  blind. 

(9.)  Placement  agents,  field  officers, 
heads  of  departments,  home  teachers  and 
social  workers  who  are  in  the  employ  of 
recognized  organizations  for  the  blind. 

(10.)  Heads  of  institutions  and  agen¬ 
cies  doing  charitable  work  for  the  blind  and 
the  partially  blind,  including  agents  for 
dispensing  special  relief. 

Every  member  shall  at  any  annual  or 
special  meeting  of  the  Corporation  be  en¬ 
titled  to  one  vote,  either  in  person  or  by 
proxy,  for  the  election  of  trustees  or  upon 
any  other  matter  which  may  come  before 
the  meeting. 

The  trustees  shall  have  power  to  make 
and  to  alter  or  amend  the  By-Laws  and  to 
authorize  and  cause  to  be  executed  bonds, 
notes  and  other  evidences  of  indebtedness 
without  limit  and  to  authorize  and  to  cause 
to  be  executed  mortgages,  deeds  of  trust 
and  other  liens,  without  limit,  upon  the 
property,  personal  and  or  real,  and  other 
assets  of  the  Corporation. 

The  By-Laws  may  designate  an  Execu¬ 
tive  Committee  who,  to  the  extent  provided 
in  the  By-Laws  of  said  Corporation,  shall 
have  and  exercise  the  powers  of  the  Board 
of  Trustees  in  the  management  of  the  busi¬ 
ness  and  affairs  of  the  Corporation. 

The  members  and  trustees  shall  have 
power  to  hold  their  meetings  and  keep  the 
bocks,  documents,  papers,  records  and 
equipment  of  the  Corporation  outside  the 
State  of  Delaware,  at  such  places  as  may 
be  from  time  to  time  designated  by  the 
By-Laws  or  by  resolutions  of  the  trustees 
cr  members. 

The  Corporation  reserves  the  right  to 
amend,  alter,  change  or  repeal  any  pro¬ 
vision  contained  in  this  Certificate  of  In¬ 
corporation  in  the  manner  now  or  hereafter 
prescribed  by  the  Statutes  of  the  State  of 
Delaware  and  all  rights  and  powers  con¬ 
ferred  on  its  officers,  trustees  and  mem¬ 
bers  herein  are  granted  subject  to  this 
reservation. 

It  is  the  intention  that  the  objects,  pur¬ 
poses  and  powers  specified  in  the  third 
paragraph  hereof  shall,  except  where  other¬ 
wise  specified  in  said  paragraph,  be  nowise 
limited  or  restricted  by  reference  to  or 


inference  from  terms  of  any  other  clause  or 
paragraph  in  this  Certificate  of  Incorpora¬ 
tion,  but  that  the  objects,  purposes  and 
powers  specified  in  the  third  paragraph, 
and  in  each  of  the  clauses  or  paragraphs 
of  this  Charter  shall  be  regarded  as  inde¬ 
pendent  objects,  purposes  and  powers. 

We.  the  undersigned,  being  each  of  the 
original  incorporators,  for  the  purpose  of 
forming  a  corporation,  and  in  pursuance 
of  an  Act  of  the  Legislature  of  the  State 
of  Delaware,  entitled,  “an  act  providing  a 
GENERAL  CORPORATION  LAW”  (approved 
March  10th,  1899),  and  the  Acts  amenda¬ 
tory  thereof  and  supplemental  thereto,  do 
make  and  file  this  Certificate  and  declare 
that  the  facts  herein  stated  are  true,  and 
we  have  hereunto  set  our  respective  hands 
and  seals  this  twenty-first  day  of  July, 
A.  D.,  1921.  (Signed) 

H.  Randolph  Latimer,  [Seal.] 

Chas.  F.  F.  Campbell,  [Seal.] 

James  H.  Preston,  [Seal.] 

Witness : 

J.  Leroy  Hopkins. 

State  of  Maryland  /  . 

City  cf  Baltimore  j  0_wl 

Be  It  Remembered,  That  on  this  twenty- 
first  day  of  July,  1921,  personally  appeared 
before  me,  the  subscriber,  a  notary  public 
of  the  State  and  city  aforesaid,  H.  Ran¬ 
dolph  Latimer,  James  H.  Preston  and 
Charles  F.  F.  Campbell,  parties  to  the 
aforegoing  Certificate  of  Incorporation, 
known  to  me  personally  to  be  such,  and  I, 
having  first  made  known  to  them  and  each 
of  them  the  contents  of  said  Certificate, 
they  did  each  severally  acknowledge  that 
they  signed,  sealed  and  delivered  the  same 
as  their  several,  voluntary  act  and  deed 
and  that  the  facts  therein  stated  were  truly 
set  forth. 

Given  under  my  hand  and  seal  of  office 
the  day  and  year  aforesaid. 

J.  Leroy  Hopkins, 
Notary  Public. 

A  set  of  proposed  By-Laws  for  the  man¬ 
agement  of  the  Foundation  was  then  pre¬ 
sented  to  the  meeting.  On  motion  duly 
made,  seconded  and  carried  the  meeting 
proceeded  to  consider  the  By-Laws,  article 
by  article,  after  which,  on  motion  duly  made 
and  seconded  each  of  the  Articles  of  the 


By-Laws  was  adopted  and  the  By-Laws  as 
a  whole  were  adopted  as  the  By-Laws  of 
the  Foundation,  the  same  being  of  record 
on  Page  13,  etc.,  of  this  minute  book. 

On -motion  duly  made,  seconded  and  car¬ 
ried,  it  was 

Resolved,  That  until  further  action  of 
the  Board  of  Directors,  the  Corporation 
Service  Company  be  and  it  is  hereby  ap¬ 
pointed  the  representative  of  this  Founda¬ 
tion  in  the  State  of  Delaware,  to  maintain 
an  office  of  the  Foundation  in  said  State, 
to  have  an  agent  in  charge  thereof,  to  ex¬ 
hibit  this  Foundation’s  sign  on  said  office 
as  required  by  law,  and  to  keep  in  said 
office  such  lists  and  copies  of  records  as  the 
Statutes  of  the  State  of  Delaware  may  re¬ 
quire  to  be  kept  in  said  State;  and  the 
secretary  was  ordered  to  send  a  copy  of 
the  foregoing  resolution  to  be  certified  by 
him  to  said  Corporation  Service  Company. 

The  Chairman  then  announced  that  it 
would  be  in  order  to  proceed  to  the  election 
of  a  Board  of  fifteen  (15)  Directors  of 
the  Foundation  to  be  known  as  Trustees 
and  to  hold  office  as  provided  by  the 
Foundation’s  By-Laws. 

The  chairman  further  announced  that  the 
Foundation’s  Charter  and  By-Laws  pro¬ 
vided  for  two  classes  of  Trustees  represent¬ 
ing  various  phases  of  work  for  the  blind, 
and  of  others  interested  in  this  work;  the 
first  class  to  consist  of  seven  trustees  to 
hold  office  until  the  meeting  in  the  month 
of  June,  1922.  and  the  second  class  to  con¬ 
sist  of  eight  trustees  to  hold  office  until 
the  meeting  in  the  month  of  June,  1923. 

The  following  persons  were  then  duly 
nominated  as  trustees  of  the  first  class,  to 
hold  office  until  the  meeting  of  members 
in  June.  1922,  to-wit : 

Olin  H.  Burritt,  Philadelphia,  Pa. 

Randall  J.  Condon,  Cincinnati,  Ohio 

Arthur  E.  Bostwick,  St.  Louis,  Mo. 

J.  Robert  Atkinson,  Los  Angeles,  Calif. 

William  Fellows  Morgan,  New  York  City. 

Felix  Warburg,  New  York  City. 

Mrs.  Emmons  Blaine.  Chicago,  Ill. 

And  the  following  persons  were  then 
duly  nominated  as  trustees  of  the  second 
class,  to  hold  office  until  the  meeting  of 
members  in  June,  1923,  to-wit: 

M.  C.  Migel,  New  York  City. 


9 


Miss  Prudence  Sherwin,  Willoughby,  O. 

Herbert  H.  White,  Hartford,  Conn. 

Mrs.  Mabel  Knowles  Gage,  Worcester, 
Mass. 

James  C.  Jones,  St.  Louis,  Mo. 

Charles  W.  Lindsay,  Montreal,  Canada. 

W  Howard  Hamilton,  Baltimore,  Md. 

George  W.  Brown,  Boston,  Mass. 

Ballots  were  then  prepared  and  cast,  and 
the  following  persons  were  duly  and  un¬ 
animously  elected  Trustees  of  the  Founda¬ 
tion,  to-wit: 

Of  the  First  Class — Olin  H.  Burritt, 
Randall  J.  Condon,  Arthur  E.  Bostwick, 
J.  Robt.  Atkinson,  William  Fellows  Mor¬ 
gan,  Felix  Warburg,  Mrs.  Emmons  Blaine. 

Of  the  Second  Class — M.  C.  Migel,  Miss 
Prudence  Sherwin,  Herbert  H.  White,  Mrs. 
Mabel  Knowles  Gage,  James  C.  Jones, 
Charles  W.  Lindsay,  W.  Howard  Hamilton, 
George  W.  Brown. 

The  chairman  thereupon  announced  that 
the  above  mentioned  persons  had  been  duly 
elected  Trustees  of  the  Foundation  of  the 
class  and  for  the  term  for  which  they  had 
been  nominated. 

The  meeting  then  authorized  H.  Randolph 
Latimer  to  notify  the  trustees  of  their 
election  and  to  call  an  organization  meet¬ 
ing  cf  trustees  at  such  time  and  place  as 
may  suit  the  convenience  of  a  majority  of 
the  trustees. 

There  being  no  further  business  before 
the  meeting,  the  same,  on  motion  duly 
made  and  seconded  thereupon  adjourned. 

(Signed)  C.  B.  Outten, 
Secretary  of  the  Meeting. 

BY-LAWS 

OF 

American  Foundation  for 
the  Blind,  Inc. 


ARTICLE  I. 

Name 

The  title  of  this  Corporation  is:  Ameri¬ 
can  Foundation  for  the  Blind,  Inc. 

ARTICLE  II. 

DELAWARE  OFFICE 

The  principal  office  of  this  Corporation 
in  the  State  of  Delaware  shall  be  in  the 


City  of  Wilmington,  and  it  shall  be  there 
represented  by  the  Corporation  Service 
Company. 

ARTICLE  III. 

SEAL 

The  corporate  seal  of  the  Foundation 
shall  have  inscribed  thereon  the  full  name 
cf  the  Corporation,  and  the  month  and 
year  of  its  incorporation. 

ARTICLE  IV. 

MEETINGS  OF  MEMBERS 
(a.)  The  members  of  the  Foundation 
shall  hold  an  annual  meeting  in  the  month 
of  June  in  each  and  every  year,  preferably 
in  connection  with  the  biennial  conventions 
of  the  American  Association  of  Workers 
for  the  Blind  and  the  American  Association 
of  Instructors  of  the  Blind,  which  organi¬ 
zations  hold  their  biennial  conventions  in 
alternate  years.  All  such  annual  meetings 
shall  be  held  at  such  place  and  time  as 
shall  be  designated  in  the  notice  thereof, 
which  shall  be  mailed  to  each  member  of 
the  Foundation  by  the  secretary,  at  least 
thirty  days  prior  to  such  annual  meeting. 
Upon  the  request  of  ten  trustees,  the  an¬ 
nual  meeting  may  be  held  in  some  place 
other  than  that  in  which  the  biennial  con¬ 
vention  of  the  American  Association  of  In¬ 
structors  of  the  Blind  or  the  American  As¬ 
sociation  of  Workers  for  the  Blind  is  being 
held. 

At  the  election  of  trustees  and  in  con¬ 
sidering  any  other  matter  or  question  at 
the  annual  cr  any  special  meeting  of  mem¬ 
bers,  a  reasonable  time  shall  be  given  the 
members  present,  to  vote  thereon. 

Twenty-five  members  of  the  Foundation 
shall  constitute  a  quorum  for  the  election 
cf  trustees  or  for  the  transaction  of  any 
other  business  at  the  annual  or  any  special 
meeting  of  the  Foundation. 

( b .)  Every  member  of  the  Foundation 
shall,  at  any  annual  or  special  meeting  of 
the  Corporation  be  entitled  to  one  vote  for 
the  election  of  trustees  or  in  voting  on  any 
other  question  and  said  vote  may  be  either 
in  person  or  by  proxy. 

(c.)  Special  meetings  of  the  members 
may  be  held  anywhere  in  the  United  States 
at  such  place  and  time  as  shall  be  selected 
by  at  least  eight  trustees.  Notice  of  any 
such  special  meeting  shall  be  mailed  by  the 


10 


SUPPLEMENT  SHEET 

Article  V  of  the  By-Laws  of  the  American  Foundation  for  the  Blind 

revised,  November  22nd,  1922* 


(a)  The  property  and  business  of  the 
Foundation  shall  be  managed  by  a  Board 
of  twenty-five  Directors  who  shall  be  known 
as  Trustees,  representing-  various  phases  of 
work  for  the  blind,  and  of  those  interested 
in  such  work  and  all  of  such  trustees  shall 
be  elected  annually. 

Ten  of  the  twenty-five  trustees  shall  be 
chosen  annually  to  represent  the  following 
ten  groups  of  workers  for  the  blind  re¬ 
spectively: 

(1)  Members  of  Boards  of  Trustees, 
and  superintendents,  principals  and  teach¬ 
ers  of  residential  schools  for  the  blind 
and  the  partially  blind. 

(2)  Supervisors  and  teachers  of  classes 
for  the  blind  and  the  partially  blind  in 
schools  for  the  seeing. 

(3)  Librarians  and  others  officially 
engaged  in  libraries  for  the  blind  and  de¬ 
partments  for  the  blind  in  libraries  for 
the  seeing. 

(4)  Technical  heads  of  embossing 
plants  and  departments,  and  the  Secre¬ 
tary  of  the  Commission  on  Uniform  Type 
for  the  Blind. 

(5)  Officers  and  agents  or  organiza¬ 
tions  engaged  in  work  for  prevention  of 
blindness  or  conservation  of  vision. 

(6)  Members  and  executive  officers  of 
State  Commissions  and  members  of 
Boards  of  Directors  and  executive  officers 
of  associations  doing  state-wide  work  for 
the  blind,  and  state  and  federal  officials 
administering  laws  providing  for  the 
training,  education  and  placement  of  the 
blind. 

(7)  Members  of  Boards  of  Directors 
and  superintendents  of  workshops  and  in¬ 
dustrial  homes  for  the  blind. 

(8)  Members  of  Boards  of  Directors 
and  executive  officers  of  associations  and 
clubs  doing  city-wide  or  special  work  for 
the  blind. 

(9)  Placement  agents,  field  officers, 
heads  of  departments,  home  teachers  and 


social  workers  who  are  in  the  employ  of 
recognized  organizations  for  the  blind. 

(10)  Heads  of  institutions  and  agen¬ 
cies  doing  charitable  work  for  the  blind 
and  the  partially  blind,  including  agents 
for  dispensing  special  relief. 

The  remaining  fifteen  trustees  shall  be 
chosen  from  among  persons  of  influence  by 
the  Executive  Committee  of  the  Founda¬ 
tion.  The  Director-General  of  the  Founda¬ 
tion  shall  ascertain,  by  mail  or  otherwise 
at  least  thirty  days’  in  advance  of  each  an¬ 
nual  meeting,  the  wishes  of  the  individuals 
of  the  respective  groups  of  workers  for  the 
above  named  regarding  the  person  by  whom 
they  desire  to  be  represented  on  the  Board 
of  Trustees  of  the  Inundation  and  that  in 
each  case  the  annual  meeting  elect  one  of 
the  three  persons  bearing  highest  number 
of  votes,  provided  such  number  shall  exceed 
six  votes. 

In  the  event  of  the  inability  of  the  Di¬ 
rector-General  to  secure  as  many  as  six 
votes  for  one  or  more  persons  to  represent 
any  one  or  more  of  the  above  named  groups 
of  workers  for  the  blind  on  the  Board  of 
Trustees,  such  nominations  shall  be  made 
by  a  majority  vote  of  the  members  of  the 
Foundation  present  in  person  or  voting  by 
proxy  at  the  annual  meeting  of  the  Founda¬ 
tion  then  in  session. 

The  Board  of  Trustees  shall  determine 
to  which  of  the  ten  respective  groups  of 
workers  for  the  blind  and  the  partially 
blind  above  referred  to,  any  member  may 
belong  and  no  member  shall  be  included 
in  more  than  one  group. 

(b)  If  the  office  of  any  trustee  shall 
become  vacant  by  reason  of  death,  resigna¬ 
tion  or  otherwise,  the  remaining  trustees, 
though  less  than  a  quorum,  may  elect  a 
successor  or  successors,  who  shall  hold  of¬ 
fice  for  the  unexpired  term. 

(c)  Regular  meetings  of  the  Board  of 
Trustees  of  the  Foundation  shall  be  held 
in  the  month  of  October  in  each  year  on 
thirty  days’  written  notice  at  such  place, 


either  within  or  without  the  State  of  Dela¬ 
ware,  and  at  such  time  as  the  President 
shall  designate  and  at  such  meeting's  shall 
elect  officers  for  the  ensuing  year. 

(d)  Notice  of  all  special  meetings  of 
trustees  shall  be  mailed  by  the  Secretary 
or  other  duly  authorized  officer  to  each 
trustee  at  least  fifteen  days’  prior  to  any 
such  special  meeting  and  the  notice  of 
special  meetings  shall  briefly  state  the  ob¬ 
jects  and  purposes  of  said  meeting,  and 
no  other  business  shall  be  transacted  at 
such  meeting. 

(e)  At  any  meeting  of  the  Board  of 
Trustees  eight  shall  constitute  a  quorum 
for  the  transaction  of  any  business  coming 
before  the  meeting. 

(f)  The  Board  of  Trustees  shall  have 
power  to  elect  all  necessary  officers  and 
committees,  employ  agents,  and  assistants, 
and  require  any  officer  or  agent  to  give 
bond  for  the  faithful  discharge  of  his 
duties,  to  fix  the  compensation  of  any  such 
agents  and  assistants  and  to  prescribe  their 
duties,  to  dismiss  any  employee  and  gen¬ 
erally  to  exercise  full  control  over  all  the 
affairs  of  the  Foundation,  and  the  Trustees 
shall  serve  without  compensation. 

Any  trustee  may  be  removed  from  office 
and  thereupon  cease  to  be  a  member  of 


the  Board  of  Trustees  upon  the  three- 
fourths  vote  of  the  trustees  present  and 
voting  at  any  meeting. 

(g)  The  Board  of  Trustees  may  delegate 
to  any  committee  such  powers  as  to  the 
Trustees  may  seem  wise  and  the  Board  of 
Trustees  in  addition  to  the  powers  and 
authority  expressly  conferred  upon  them 
by  the  Certificate  of  Incorporation  and  by 
these  By-Laws  may  exercise  all  such  powers 
and  do  all  such  things  as  may  be  exercised 
or  done  by  the  Corporation,  subject,  never¬ 
theless,  to  the  provisions  of  the  law,  the 
Certificate  of  Incorporation  and  these  By- 
Laws. 

(h)  The  Board  of  Trustees  shall  have 
full  and  exclusive  control  over  the  invest¬ 
ment  of  all  funds  for  the  Foundation  and 
shall  be  the  exclusive  authority  for  making 
appropriations,  gifts  or  donations  to  any 
institution,  corporation,  association  or  in¬ 
dividual  for  the  purpose  of  aiding  and  pro¬ 
moting  the  interests  of  the  blind  and  the 
partially  blind  and  no  appropriations,  gifts 
or  donations  or  expenditures  shall  be  made 
except  with  this  object  in  view. 

(i)  The  order  of  business  at  meetings 
of  the  Board  of  Trustees  shall  be  as  estab¬ 
lished  by  the  Board. 


secretary  to  each  member  of  the  Founda¬ 
tion  at  least  thirty  days  prior  to  any  such 
special  meeting  and  such  notice  shall  state 
the  place  and  time  of  such  meeting  and 
shall  briefly  state  the  objects  proposed  to 
be  transacted  thereat. 

( d .)  The  order  of  business  at  any  an¬ 
nual  or  special  meeting  of  the  members, 
unless  otherwise  prescribed  by  the  trustees, 
shall  be  as  follows: 

1.  Roll  call. 

2.  Reading  of  minutes  of  last  meeting 

of  members. 

3.  Reports  of  officers  and  committees. 

4.  Nominations  for  trustees. 

5.  Election  of  trustees. 

G.  Unfinished  business. 

7.  New  business.  '  j 

8.  Adjournment.  '  1 

ARTICLE  V. 

BOARD  OF  TRUSTEES 

(a.)  The  property  and  business  of  the 
Foundation  shall  be  managed  by  a  Board 
of  fifteen  Directors  who  shall  be  known  as 
Trustees,  representing  various  phases  of 
wo.k  for  the  blind,  and  of  those  interested 
in  such  work. 

The  first  fifteen  trustees  who  shall  hold 
office  for  the  period  hereinafter  expressed, 
shall  be  elected  by  the  Incorporators  of 
the  Foundation. 

The  trustees  shall  be  divided  into  two 
classes,  the  first  class  consisting  of  seven 
trustees  and  the  second  class  consisting  of 
eight  trustees.  The  trustees  of  the  first 
class  shall  be  elected  and  shall  hold  office 
until  the  annual  meeting  in  the  month  of 
June,  1922,  and  the  trustees  of  the  second 
class,  until  the  annual  meeting  in  the  month 
of  June,  1923,  and  at  each  annual  election 
the  successors  to  the  class  of  trustees  whose 
term  shall  expire  in  that  year,  shall  be 
elected  by  the  members  to  hold  office  for 
the  term  of  two  years,  so  that  the  term  of 
office  of  one  class  of  trustees  shall  expire 
every  year. 

( b .)  Nominations  of  five  trustees  of  the 
first  class  and  their  successors  shall  be 
made,  respectively,  by  a  majority  of  the 
members  constituting  the  following  groups 
who  shall  attend  annual  meetings,  to-wit: 

(1.)  Members  of  Boards  of  Trustees,  and 
superintendents,  principals  and  teachers  of 


residential  schools  for  the  blind  and  the 
partially  blind. 

(2.)  Supervisors  and  teachers  of  classes 
for  the  blind  and  the  partially  blind  in 
schools  for  the  seeing. 

(3.)  Librarians  and  others  officially  en¬ 
gaged  in  libraries  for  the  blind  and  depart¬ 
ments  for  the  blind  in  libraries  for  the 
seeing. 

(4.)  Technical  heads  of  embossing  plants 
and  departments,  and  the  Secretary  of  the 
Commission  on  Uniform  Type  for  the  Blind. 

(5.)  Officers  and  agents  or  organiza¬ 
tions  engaged  in  work  for  prevention  of 
blindness  or  conservation  of  vision. 

Nominations  for  the  remaining  two  trus¬ 
tees  of  the  first  class  shall  be  made  by  the 
American  Association  of  Instructors  of  the 
Blind  at  its  regular  biennial  convention. 

Nominations  for  five  trustees  of  the  sec¬ 
ond  class,  and  their  successors  shall  be 
made,  respectively,  by  a  majority  of  the 
members  constituting  the  following  groups 
who  shall  attend  annual  meetings,  to-wit: 

(1.)  Members  and  executive  officers  of 
State  Commissions  and  members  of  Board 
of  Directors  and  executive  officers  of  as¬ 
sociations  doing  state-wide  work  for  the 
blind,  and  state  and  federal  officials  ad¬ 
ministering  laws  providing  for  the  train¬ 
ing.  education  and  placement  of  the  blind. 

(2.)  Members  of  Boards  cf  Directors 
and  superintendents  of  workshops  and  in¬ 
dustrial  homes  for  the  blind. 

(3.)  Members  of  Boards  of  Directors 
and  executive  officers  of  associations  and 
clubs  doing  city-wide  or  special  work  for 
the  blind. 

(4.)  Placement  agents,  field  officers, 
heads  of  departments,  home  teachers  and 
social  workers  who  are  in  the  employ  of 
recognized  organizations  for  the  blind. 

(5.)  Heads  of  institutions  and  agencies 
doing  charitable  work  for  the  blind  and  the 
partially  blind,  including  agents  for  dis¬ 
pensing  special  relief. 

Nominations  for  the  remaining  three 
trustees  of  the  second  class  shall  be  made 
by  the  American  Association  of  Workers 
for  the  Blind  at  its  regular  biennial  con¬ 
vention. 

The  two  trustees  which  shall  be  nomi¬ 


ll 


nated  by  the  American  Association  of  In¬ 
structors  of  the  Blind  and  the  three  trus¬ 
tees  which  shall  be  nominated  by  the  Amer¬ 
ican  Association  of  Workers  for  the  Blind 
shall  be  persons  of  prominence  interested 
in,  but  not  actively  engaged  in  work  for 
the  blind  and  the  partially  blind. 

In  the  event  of  a  failure  to  nominate 
trustees  of  any  class,  such  nominations 
shall  be  made  iby  a  majority  vote  of  the 
members  of  the  Foundation  present  in  per¬ 
son  or  voting  by  proxy  at  the  annual  meet¬ 
ing  of  the  Foundation  then  in  session. 

The  Board  of  Trustees  shall  determine 
to  which  of  the  ten  respective  groups  of 
workers  for  the  blind  and  the  partially 
blind  above  referred  to,  any  member  may 
belong  and  no  member  shall  be  included  in 
more  than  one  group;  they  shall  publish 
membership  lists  in  the  month  of  January 
of  each  year  or  as  soon  thereafter  as  con¬ 
veniently  possible  but,  in  any  event,  at 
least  one  month  prior  to  the  annual  meet¬ 
ing. 

(c.)  If  the  office  of  any  trustee  shall 
become  vacant  by  reason  of  death,  resigna¬ 
tion  or  otherwise,  the  remaining  trustees, 
though  less  than  a  quorum,  may  elect  a 
successor  or  successors,  who  shall  hold  of¬ 
fice  for  the  unexpired  term. 

(cl.)  Regular  meetings  of  the  Board  of 
Trustees  of  the  Foundation  shall  be  held  in 
the  months  of  April  and  October  in  each 
year  on  thirty  days’  written  notice,  at  such 
place,  either  within  or  without  the  State 
of  Delaware,  and  at  such  time  as  the  Presi¬ 
dent  shall  designate  and  the  Board  of 
Trustees  shall  meet  within  thirty  days  after 
each  annual  meeting  of  the  Foundation  for 
the  purpose  of  organizing  the  board  and 
electing  officers. 

Special  meetings  of  the  trustees  may  be 
called  at  any  time  on  the  written  notice  of 
the  President  or  Vice-President  or  on  the 
request  of  any  eight  trustees  and  may  be 
held  anywhere  in  the  United  States. 

(e.)  Notice  of  all  special  meetings  of 
trustees  shall  be  mailed  by  the  Secretary 
to  each  trustee  at  least  fifteen  days  prior 
to  any  such  special  meeting  and  the  notice 
of  special  meetings  shall  briefly  state  the 
objects  and  purposes  of  said  meeting,  and 
no  other  business  shall  be  transacted  at 
such  meeting. 


(,/.)  At  any  meeting  of  the  Board  of 
Trustees  a  majority  shall  constitute  a 
quorum  for  the  transaction  of  any  business 
coming  before  the  meeting. 

(g.)  The  Board  of  Trustees  shall  have 
power  to  elect  all  necessary  officers  and 
committees,  employ  agents,  and  assistants, 
and  require  any  officer  or  agent  to  give 
bond  for  the  faithful  discharge  of  his 
duties,  to  fix  the  compensation  of  any  such 
agents  and  assistants  and  to  prescribe  their 
duties,  to  dismiss  any  employee  and  gen¬ 
erally  to  exercise  full  control  over  all  the 
affairs  of  the  Foundation,  and  the  trustees 
shall  serve  without  compensation,  but  their 
necessary  traveling  expenses  incurred  in 
attending  any  regular  or  special  meeting 
shall  be  paid  out  of  the  funds  of  the  Corp¬ 
oration. 

Any  trustee  may  be  removed  from  office 
and  thereupon  cease  to  be  a  member  of  the 
Board  of  Trustees  upon  the  three-fourths 
vote  of  the  trustees  present  and  voting  at 
any  meeting. 

(h.)  The  Board  of  Trustees  may  dele¬ 
gate  to  any  committee  such  powers  as  to 
the  Trustees  may  seem  wise  and  the  Board 
of  Trustees  in  addition  to  the  powers  and 
authority  expressly  conferred  upon  them  by 
the  Certificate  of  Incorporation  and  by 
these  By-Laws  may  exercise  all  such  pow¬ 
ers  and  do  all  such  things  as  may  be  exer¬ 
cised  or  done  by  the  Corporation,  subject, 
nevertheless,  to  the  provisions  of  the  law, 
the  Certificate  of  Incorporation  and  these 
By-Laws. 

(i)  The  Board  of  Trustees  shall  have 
full  and  exclusive  control  over  the  invest¬ 
ment  of  all  funds  for  the  Foundation  and 
shall  be  the  exclusive  authority  for  mak¬ 
ing  appropriations,  gifts  or  donations  to 
any  institution,  corporation,  association  or 
individual  for  the  purpose  of  aiding  and 
promoting  the  interests  of  the  blind  and 
the  partially  blind  and  no  appropriations, 
gifts  or  donations  or  expenditures  shall  be 
made  except  with  this  object  in  view. 

( j .)  The  order  of  business  at  meetings 
of  the  Board  of  Trustees  shall  be  as  estab¬ 
lished  by  the  iboard. 

ARTICLE  VI. 

AGENTS,  EXPENDITURES  AND  REPORTS 
(a.)  The  Board  of  Trustees  shall  en¬ 
gage  a  Director-General  of  the  Foundation, 


12 


and  shall,  as  soon  as  possible,  establish 
separate  co-ordinating  and  correlating  bu¬ 
reaus  of  information,  research,  and  educa¬ 
tion.  The  trustees  shall  further,  upon  the 
recommendation  of  the  director-general,  en¬ 
gage  suitable  heads  of  bureaus  and  the 
necessary  assistants. 

( b .)  The  director-general  shall  be  the 
administrative  agent  of  the  Foundation  and 
shall  be  vested  with  such  power  and  per¬ 
form  such  duties  as  the  Board  of  Trustees 
shall  designate. 

(c.)  The  trustees  shall  authorize  all 
disbursements  in  connection  with  the  work 
of  the  Foundation. 

( d .)  The  Board  of  Trustees  shall  make 
a  full  report  of  the  receipts,  expenditures 
and  work  of  the  Foundation  at  each  an¬ 
nual  meeting  of  the  Foundation.  The 
Executive  Committee  shall  report  regularly 
to  the  Board  of  Trustees,  and  regular 
mcntfdy  reports  shall  be  made  by  the  di¬ 
rector-general  to  the  trustees. 

ARTICLE  VII. 

BUREAU  OF  INFORMATION  AND  PUBLICITY 

(a.)  The  Bureau  of  Information  shall 
assemble,  systematize  and  disseminate  all 
available  data  in  any  way  relating  to  work 
for  the  blind  and  particularly: 

(1.)  Data  relating  to  workshops,  indus¬ 
trial  homes,  commissions,  associations,  and 
similar  institutions  and  their  respective 
objects,  organizations,  administrations, 
course  of  training  or  procedure  and  results. 

(2.)  Data  relating  to  educational  insti¬ 
tutions,  as  private  and  state,  residential 
and  day  for  youth  and  adults;  their  aims, 
organizations,  administrations,  curricula 
and  results. 

(3.)  Data  relating  to  lines  of  employ¬ 
ment,  and  vocations  followed  by  individual 
blind  and  partially  blind  persons,  and  to 
seek  out  new  opportunities  for  self-sup¬ 
port. 

(4.)  Data  relating  to  well  established 
methods  of  instruction  for  emulation  and 
also  relating  to  methods  found  unsuccess¬ 
ful  or  ill-advised. 

(5.)  Data  relating  to  legislation  affect¬ 
ing  the  blind  and  the  partially  blind. 

(6.)  Data  relating  to  all  styles  and  va¬ 
rieties  of  embossed  type,  etc. 


(7.)  Data  relating  to  any  other  depart¬ 
ment  or  classification  of  effort  on  behalf 
of  the  blind  and  the  partially  blind,  in¬ 
cluding  the  deafnblind. 

(6.)  This  bureau  shall  either  issue  an 
ink  print  and  an  embossed  magazine  de¬ 
voted  to  work  for  the  blind  and  the  par¬ 
tially  blind  or  avail  itself  of  the  services 
of  such  periodicals  already  in  existence,  in 
which  latter  case  this  bureau  is  authorized 
to  enter  into  appropriate  agreements  with 
the  management  of  any  such  periodicals. 

ARTICLE  VIII. 

BUREAU  OF  RESEARCH 

(a.)  The  Bureau  of  Research  shall  as¬ 
certain,  develop  and  standardize,  by  com¬ 
parison,  experimentation  and  otherwise, 
the  best  methods  of  instruction,  kinds  of 
apparatus  and  appliances,  organizations, 
procedures,  etc.,  for  the  various  lines  of 
work  for  the  blind  and  the  partially  blind, 
and  particularly: 

(1.)  The  best  curricula  for  a  given 
type  of  school  and  the  best  methods  of 
teaching  the  several  branches  thereof. 

(2.)  The  best  means  of  providing  edu¬ 
cational  and  other  opportunities  for  the 
deaf-blind. 

(3.)  The  best  method  of  instructing 
adults,  especially  the  newly  blinded,  and 
the  effect  of  charitable  or  semi-charitable 
assistance  upon  the  blind  in  general  and 
in  particular. 

(4.)  The  best  methods  of  embossing  and 
printing  and  of  increasing  the  number  of 
the  reading  blind. 

(5.)  The  best  forms  of  organization  and 
administration  for  commissions,  associa¬ 
tions,  etc. 

(6.)  The  best  kind  of  legislation  for 
minimizing  the  handicap  of  blindness  with¬ 
out  pauperizing  the  blind. 

(7.)  The  best  kinds  of  books  and  appli¬ 
ances  for  the  use  of  the  partially  blind 
and  the  best  methods  of  obtaining  them. 

(8.)  To  discover  and  open  up  new  lines 
cf  employment  to  the  blind  and  the  par¬ 
tially  blind. 

(9.)  By  organizing  and  maintaining  a 
minimum  laboratory  with  necessary  staff 
for  testing  out  new  lines  of  employment  as 
cannot  be  tested  out  to  greater  advantage 
on  the  premises  of  the  concern  offering  the 


employment;  and  with  facilities  for  in¬ 
structing  a  prescribed  number  of  adults  in 
such  vocations  and  in  the  necessary  re- 
educational  rudiments  thereof  as  in  the 
judgment  of  the  trustees  of  the  Foundation 
are  not  already  adequately  provided  for  in 
the  course  of  instruction  offered  in  any  lo¬ 
cal  organization. 

ARTICLE  IX. 

BUREAU  OF  EDUCATION 

(a.)  The  Bureau  of  Education  shall  im¬ 
prove  every  facility  for  preparing  the  blind 
and  the  partially  blind  for  the  greatest 
possible  participation  in  the  activities  and 
enjoyments  of  life,  and  particularly: 

(1.)  By  providing  courses  of  prepara¬ 
tory  instruction  for  present  and  prospec¬ 
tive  teachers  and  officers  in  the  various 
departments  of  the  work  for  the  blind  and 
the  partially  blind. 

(2.)  By  co-operating  with  schools  in 
the  effort  to  make  their  curricula  a  more 
natural  and  logical  preparation  for  the  vo¬ 
cations  open  to  the  blind  and  the  partially 
blind. 

(3.)  By  providing  scholarships  and 
readers  to  a  limited  number  of  especially 
capable  students  to  attend  commercial, 
technical,  under-graduate  and  professional 
schools,  as  their  respective  cases  may  re¬ 
quire,  such  scholarships  and  readers  to  be 
awarded  in  general  through  existing  or¬ 
ganizations  and  in  accordance  with  the  rules 
and  regulations  which  may  be  set  up  by 
the  trustees  of  the  Foundation. 

(4.)  By  co-operating  with  schools,  work¬ 
shops  and  other  local  organizations  in  the 
installment  or  development  of  such  depart¬ 
ments  of  vocational  instruction  as  their 
particular  environment  or  present  equip¬ 
ment  may  appear  to  justify. 

(5.)  By  financing  the  work  of  the  Com¬ 
mission  on  Uniform  Type  for  the  Blind 
and  co-operating  with  embossing  plants  and 
libraries  in  their  efforts  to  improve  the 
quality  and  increase  the  quantity  of  em¬ 
bossed  literature. 

(6.)  By  assisting  in  the  production  of 
“clear-type”  books  and  otherwise  co-operat¬ 
ing  with  societies  for  prevention  of  blind¬ 
ness  and  conservation  of  vision. 


ARTICLE  X. 

CORRELATION  OF  BUREAUS 

It  shall  be  the  duty  of  the  three  bureaus 
above  mentioned  and  such  other  bureaus  as 
may  be  established  to  co-operate  with  each 
other,  to  further  the  work  of  each  and  the 
purposes  of  the  Foundation  as  far  as  pos¬ 
sible,  and  in  particular: 

(a.)  By  an  effort  to  secure  better  meth¬ 
ods  of  census  taking  and  of  classifying  the 
blind  and  the  partially  blind. 

( b .)  By  suggesting  definite  lines  of  in¬ 
vestigation  looking  towards  increased  indi¬ 
vidual  efficiency  on  the  part  of  the  blind. 

(c.)  By  so  improving  courses  of  in¬ 
struction  as  the  better  to  prepare  the  blind 
and  their  instructors  to  meet  the  constant¬ 
ly  changing  conditions. 

( cL .)  By  offering  such  facilities  as  may 
be  called  for  and  found  possible  to  work¬ 
shops,  industrial  homes,  individuals  carry¬ 
ing  on  industrial  or  commercial  lines,  etc., 
in  respect  to  purchase  and  distribution  of 
raw  materials  required  by.  them,  standard¬ 
ization  of  methods  of  manufacture  and 
quality  of  production,  the  securing  for  and 
apportionment  among  them  of  orders  for 
their  products,  and  in  general  to  act  as  a 
clearing  house  in  respect  to  the  business 
interests  of  those  concerned. 

(e.)  By  pursuing  a  campaign  by  meth¬ 
ods  of  publicity,  demonstration  or  other¬ 
wise,  at  their  discretion,  the  purpose  of 
which  shall  be  to  secure  on  the  part  of  the 
public  generally,  a  fuller  realization  of  the 
possible  utilization  of  the  blind  and  the 
partially  bhnd  as  competent  members  of 
the  community,  in  industry,  commerce,  the 
professions  and  as  burden-bearing  citizens. 

(/.)  By  attempting  to  secure  recogni¬ 
tion  on  the  part  of  those  by  whom  it  would 
be  helpful  of  the  fact  that  much  of  the  dif¬ 
ficulty  experienced  by  and  in  dealing  with 
the  blind  and  the  partially  blind  is  due  to 
other  handicaps  than  blindness  itself,  as¬ 
sociated  therewith,  and  to  devise  methods 
for  coping  with  such  handicaps. 

ARTICLE  XI. 

THE  EXECUTIVE  OFFICERS 

The  Executive  Officers  of  the  Corpora¬ 
tion  shad  be  a  President,  a  Vice-President, 
a  Treasurer  and  a  Secretary,  chosen  from 


the  members  of  the  Board  of  Trustees. 
Such  officers  shall  be  elected  at  the  first 
meeting  of  the  Board  of  Trustees  follow¬ 
ing  the  annual  election  and  shall  hold  of¬ 
fice  for  a  period  of  one  year  and  until 
their  successors  are  elected  and  qualified; 
the  Secretary  and  Treasurer  may,  if  de¬ 
sirable,  be  the  same  person,  and  the  Vice- 
President  may  hold  the  office  of  Vice- 
President  and  Treasurer  or  Vice-President 
and  Secretary,  should  any  such  office  be¬ 
come  vacant  by  reason  of  death,  resigna¬ 
tion  or  otherwise,  the  Trustees  shall 
promptly  elect  a  successor  or  successors 
who  shall  hold  office  for  the  unexpired 
term. 

ARTICLE  XII. 

THE  PRESIDENT 

The  President  shall  exercise  general  su¬ 
pervision  and  administration  over  all  the 
affairs  of  the  Foundation.  He  shall,  when 
present,  preside  at  all  meetings  of  the  mem¬ 
bers  and  trustees  and  shall  appoint  all 
special  or  other  committees,  except  the 
Executive  Committee,  unless  otherwise  re¬ 
quired  by  the  Board  of  Trustees.  He  shall 
sign  all  bonds  and  notes  pertaining  to  the 
business  and  affairs  of  the  Corporation  and 
all  contracts,  deeds,  liens  and  other  instru¬ 
ments  of  a  special  nature.  He  shall  be 
cx-officio  a  member  of  all  committees  of 
the  Corporation. 

ARTICLE  XIII. 

THE  VICE-PRESIDENT 

The  Vice-President  of  the  Corporation 
shall  in  the  absence,  inability  or  refusal  to 
act  of  the  President  be  vested  with  all  the 
powers  of  the  President  and  may  be  re¬ 
quired  to  perform  all  his  duties.  He  shall 
perform  such  other  duties  as  may  be  pre¬ 
scribed  by  the  Board  of  Directors. 

ARTICLE  XIV. 

SECRETARY 

(a.)  The  Secretary  shall  keep  full  min¬ 
utes  of  all  the  meetings  of  the  Corporation 
and  of  the  Board  of  Trustees.  He  shall 
have  charge  of  the  seal  of  the  Corporation 
and  shall  affix  the  same  to  such  instru¬ 
ments  as  shall  require  it.  He  shall  have 
charge  of  the  books  and  records  of  the 
Board  of  Trustees  and  the  Corporation  and 
shall  make  reports  to  the  trustees  from 
time  to  time  as  required. 


He  shall  issue  or  cause  to  be  issued  all 
calls  for  meetings  of  the  members  ar.d  trus¬ 
tees  and  shall  notify  all  officers  and  trus¬ 
tees  of  their  election. 

(b.)  In  case  of  the  election  of  an  As¬ 
sistant  Secretary  he  shall  have  all  the  pow¬ 
ers  and  may  discharge  all  of  the  duties  of 
the  Secretary  and  shall  perform  such  other 
duties  as  the  Board  of  Trustees  may  de¬ 
termine. 

ARTICLE  XV. 

THE  TREASURER 

The  Treasurer  shall  be  the  custodian  of 
all  the  funds  and  securities  of  the  Cor¬ 
poration  and  shall  keep  full  and  accurate 
records  and  account  in  books  provided  for 
such  purpose  of  ab  receipts,  disbursements, 
credits,  assets,  liabilities  and  general  finan¬ 
cial  transactions  of  the  Corporation.  He 
shall  endorse  for  collection  or  deposit  to 
the  credit  of  the  Corporation  all  bills,  notes, 
checks  and  other  negotiable  instruments  of 
the  Corporation  coming  into  his  hands  in 
such  depositories  or  safe  deposits  as  may 
be  designated  by  the  Board  of  Trustees.  He 
shall  countersign  all  bonds,  notes  and  other 
evidences  of  indebtedness  of  the  Corpora¬ 
tion.  He  shall  disburse  the  funds  of  the 
Corporation,  taking  proper  vouchers  and 
receipts  for  all  such  disbursements,  and  he 
shall  give  bond  to  the  Corporation  in  such 
sum  and  with  such  corporate  surety  as 
shall  be  satisfactory  to  the  Board  of  Trus¬ 
tees. 

The  Assistant  Treasurer,  in  case  one 
shall  be  appointed,  shall  have  all  the  pow¬ 
ers  and  may  discharge  all  of  the  duties  of 
the  Treasurer  and  shall  perform  such  other 
duties  as  the  Board  of  Trustees  may  de¬ 
termine  and  he  may  be  required  to  give 
bond  for  the  faithful  discharge  of  his  duties 
in  such  amount  and  with  such  corporate 
surety  as  the  Board  of  Trustees  may  de¬ 
termine. 

ARTICLE  XVI. 

CHECKS 

Checks  for  the  withdrawal  of  the  Cor¬ 
poration’s  funds  from  bank  or  other  de¬ 
pository  shall  be  signed  by  such  officials 
as  shall  be  authorized  by  resolution  of  the 
trustees. 

ARTICLE  XVII. 

OFFICERS  PRO  TEM 

In  the  absence  of  any  officer  the  Board 


15 


of  Trustees  may  assign  his  powers  and 
duties  to  any  other  officer  or  officers  or 
to  any  trustee,  for  the  time  being. 

ARTICLE  XVIII. 

The  Board  of  Trustees  shall  elect  from 
among  its  own  number  at  its  first  meeting 
following  the  annual  election,  an  Execu¬ 
tive  Committee  consisting  of  five  members., 
one  of  whom  shall  be  the  President.  Said 
Committee  shall  have  and  exercise,  subject 
to  the  control  of  the  Board  of  Trustees,  all 
the  powers  of  the  trustees  necessary  for 
the  administration  and  management  of  the 
Corporation’s  affairs.  It  may  fill  vacancies 
among  the  officers  of  the  Corporation  and 
employ  agents,  but  any  agent  employed  by 
the  Committee  may  be  removed  by  the 
Board  of  Trustees.  The  Executive  Com¬ 
mittee  shall  hold  quarterly  meetings  on 
such  day  and  at  such  time  and  place  as 
the  President  shall  designate  on  five  days’ 
written  notice  to  the  members  thereof  and 
may  hold  special  meetings  at  any  time  or 
place  designated  by  the  President,  but  the 
members  of  said  Committee  shall  be  given 
at  least  seven  days’  notice  of  any  such 
meeting.  A  majority  of  the  Committee 
shall  constitute  a  quorum  for  the  trans¬ 
action  of  any  business. 

ARTICLE  XIX. 

FISCAL  YEAR 

The  fiscal  year  of  the  Corporation  shall 
end  on  the  thirty-first  day  of  December  in 
each  and  every  year. 


ARTICLE  XX. 

WAFVER  OF  NOTICE 

Any  member,  officer  or  trustee  may  at 
any  time  waive  any  notice  required  to  be 
given  under  these  By-Laws  or  under  the 
laws  of  the  State  of  Delaware. 

ARTICLE  XXI. 

NOTICE 

Whenever  under  the  provision  of  these 
By-Laws  or  under  the  laws  of  the  State  of 
Delaware  notice  is  required  to  be  given  to 
any  trustee,  officer  or  member  it  shall  not 
be  construed  to  be  limited  to  personal 
notice  but  such  notice  may  be  given  in  writ¬ 
ing  by  depositing  the  same  in  the  postoffice 
or  letter  box  in  a  postpaid,  sealed  envelope 
or  wrapper  addressed  to  such  trustee,  of¬ 
ficer  or  member  at  his  or  her  address,  as 
the  same  appeals  in  the  business  or  rec¬ 
ords  of  the  Corporation  and  the  time  when 
the  same  shall  be  mailed  sha’l  be  deemed  to 
be  the  time  of  the  giving  of  such  notice. 

ARTICLE  XXII. 

ALTERATION  AND  AMENDMENTS 

The  Board  of  Trustees  may  by  a  ma¬ 
jority  of  the  entire  board,  alter,  amend  or 
repeal  these  By-Laws  at  any  regu^r  or 
special  meeting,  provided  that  notice  of 
such  proposed  alteration,  amendment  or  re¬ 
peal  has  been  given  to  each  trustee  at  least 
fifteen  days  prior  to  said  meeting;  but  any 
changes  in  the  By-Laws  or  any  new  By- 
Laws  adopted  by  the  Board  of  Trustees 
shall  be  subject  to  change  or  repeal  by 
the  members  of  the  Corporation  at  any  an¬ 
nual  or  special  meeting. 


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